Aspiring stand-up comedian Lance Barton (Chris Rock), on the verge of making his name at an amateur night held at the legendary Apollo Theater, gets hit by a bus and goes to heaven. There he discovers that it wasn't his time to die, and a pair of angels (Chazz Palminteri and Eugene Levy) try to set things right by finding Lance a "loaner" body ? rich fat cat Charles Wellington.

Now inhabiting the body and world of the wealthy Wellington, Lance tries to pursue his dreams of becoming a comedy superstar ? as well as romancing a cute activist (Regina King) and contending with Wellington's wife (Jennifer Coolidge) and assistant (Greg Germann), a nefarious duo looking to have Wellington killed.